Classic Hollywood

Midnight Revolution

The day an X-rated walk on the dark side called Midnight Cowboy won the Oscar for best picture, a new generation came to power in Hollywood. Dustin Hoffman, Jon Voight, and others remember how they helped director John Schlesinger rewrite the rules on a project that was every bit as risky as its subject matter.

From where we stand now, 35 years after the 42nd Academy Awards, it is impossible to imagine an X-rated film winning best picture. But that is exactly what Midnight Cowboy did on a spring night in 1970, earning as well Oscars for its director, John Schlesinger, and its writer, Waldo Salt. This was a dramatic moment, pregnant with historic significance, marking as it did the symbolic transfer of power from Old Hollywood to New. Bonnie and Clyde had paved the way two years earlier, but despite 10 nominations that film was passed over in all the major categories on Oscar night. Audiences may have been flocking to New Hollywood pictures, but the Academy’s Old Guard, the Bob Hopes, Frank Sinatras, and John Waynes, the guys with the stars on Hollywood Boulevard, were not eager to give their blessing to a bunch of longhairs. Yet despite a nod to Wayne that year (he won best actor for True Grit), the tide was too strong. After April 7, 1970, Hollywood would never be the same.

For a variety of reasons, partly having to do with auteur-driven film history that discounts Schlesinger owing to his indifferent subsequent output (with the signal exception of Sunday Bloody Sunday), and partly due to Midnight Cowboy’s undeniable flaws, the picture has often been slighted. Neither Pauline Kael nor Andrew Sarris, the Scylla and Charybdis of film reviewing in those days, gave it unqualified support, even though when the film works, which is most of the time, it spectacularly fulfills ambitions rarely imagined, much less realized, in commercial American movies of any era. Today, Midnight Cowboy provides a spellbinding glimpse—etched in acid—of how we lived then that bears comparison to the work of great documentary still photographers, such as Weegee, or to the lurid excesses of tabloid filmmakers, such as Sam Fuller, or to the hallucinatory sensibilities of a Fellini. At the same time, Midnight Cowboy makes us a gift of one of the landmark performances of movie history: Dustin Hoffman’s Ratso Rizzo, with Jon Voight’s Joe Buck a close second. From a cesspool of dark, foul, even taboo material—drugs, illness, passionless sex, both straight and gay—it rescues a true humanism that need not hide its name.

“You couldn’t make Midnight Cowboy now,” Schlesinger, who died in 2003, said in 1994. “I was recently at dinner with a top studio executive, and I said, ‘If I brought you a story about this dishwasher from Texas who goes to New York dressed as a cowboy to fulfill his fantasy of living off rich women, doesn’t, is desperate, meets a crippled consumptive who later pisses his pants and dies on a bus, would you—’ and he said, ‘I’d show you the door.’”

By the mid-1960s, John Schlesinger had suddenly become a very hot director. Born in London in 1926, the son of a pediatrician, he was an Oxford-educated, cultured man with a dry, cutting sense of humor. He had directed two British hits in a row: Billy Liar (1963) and Darling (1965), the second of which won three Oscars, among them best actress for Julie Christie. He was hot enough to attract the attention of producer Jerome Hellman, who, after seeing Billy Liar and its predecessor, A Kind of Loving, had flown to London to persuade the director to sign on to a project he was developing for United Artists.

Hellman, a former agent, had produced one hit, The World of Henry Orient (1964), with Peter Sellers, and one flop, A Fine Madness (1966), with Sean Connery. A former Marine, Hellman was the physical opposite of Schlesinger, small where Schlesinger was large, sharp where Schlesinger was round, brash where Schlesinger was courtly. And direct. As he says, “I was very serious about what little work I did. And I tried to work with guys who were equally serious.” Schlesinger was serious, too, and though he dropped out of Hellman’s project, the relationship they had established would eventually flower.

In 1965, a friend had given the director an unsettling new novel that contained several scenes of homosexual sex. It was called Midnight Cowboy and had been written by James Leo Herlihy. It told the story of Joe Buck, a sexually ambiguous, Texas-born stud-slash-dishwasher who travels east in hopes of preying on sex-starved New York matrons as a gigolo, but ends up in an ostensibly platonic but freighted relationship with a consumptive street hustler—Ratso Rizzo. Schlesinger liked the book enough to pass it along to his longtime producer, Joe Janni, as a possible film property. But Janni, a volatile Italian, hated it, saying something like “John, oh my God, are you crazy? This is faggot stuff. This will destroy your career.” Disappointed, Schlesinger moved on. But Midnight Cowboy stayed with him. He read it again, called Hellman, and said, “Look, I’ve read a book that’s very strange. It’s nothing like the film you brought me. But I would like you to read it and tell me what you think.” Hellman did, told him that it was fascinating material, but that it would be very difficult to execute. “I thought that the relationship between the two guys was something that would work,” the producer recalls. “But that if there was any hint of homosexuality it would be a catastrophe. I was a little embarrassed to say that, because when I met John he was still carrying on this charade of being a straight man. In the little house on Peel Street, he had a guy living in the attic, but he never let me meet him. He told me I was not supposed to know that there was a guy scurrying in and out. So I knew he was gay, but he absolutely agreed with me [about Midnight Cowboy]. I said, ‘O.K., look, it’ll be very hard to get money for it—we’ll have to work for nothing—but I’d love to try to do it with you.”

Hellman had made The World of Henry Orient for United Artists, the filmmaker-friendly company that was then run by the triumvirate of Arthur Krim, Bob Benjamin, and Arnold Picker. It was the company of choice for many world-class filmmakers. The head of production was Arnold’s nephew, a prescient young man named David Picker, who had snagged the rights to Richard Lester’s Beatles film A Hard Day’s Night as well as The Pink Panther and a series of pictures based on Ian Fleming’s spy novels, featuring James Bond.

Picker was also a fan of Schlesinger’s work, and so the director and Hellman met with him to discuss Midnight Cowboy. The executive said he liked Herlihy’s novel and wanted to make it, but added, according to Hellman, “My partners here, the older men in the company, aren’t going to understand it. So it’s got to be [no more than] $1 million, all-in!” Hellman swallowed. Even in those days that was very little money for a film budget. On the other hand, it appeared that they had a go picture, and both men felt U.A. was the best place for a movie as raw and potentially controversial as this.

They hired a playwright named Jack Gelber to adapt the novel. He seemed a good fit: Gelber’s hip junkie drama, The Connection, had won three Obies in 1959. One day Gelber told Hellman, “Look, there’s a play Off Broadway, and it’s called Eh? I think that we should go to see it, because there’s a young actor in it—he might be a terrific Ratso.” As Hellman recalls, “It was a one-character drama, a caretaker in the basement of a factory. And the caretaker was Dustin Hoffman. I was bowled over. I went, ‘Oh, shit, this guy was born to play Ratso Rizzo.’” The producer also loved the idea of hiring an Off Broadway actor because he’d come cheap. Hellman sent the book to Hoffman, who read it, liked it, and told the producer he’d do the part.

Meanwhile, Gelber wrote two drafts that neither Schlesinger nor Hellman felt worked. They were back to square one. Then, one day, George Litto walked into Hellman’s office. Litto, a bluff, stocky man, was an agent with an eccentric client list, including a number of blacklisted screenwriters, among them Ring Lardner Jr. and Waldo Salt. Litto was pushing Salt for Midnight Cowboy.

Like many in the Hollywood of the 1930s, Salt had joined the Communist Party—in his case, on his 24th birthday. Twelve years later, in 1950, with his writing career flourishing, Salt was called in front of the House Un-American Activities Committee. Taking the Fifth Amendment, he refused to name names, and in an instant his brilliant career was over. He scraped by writing for television under his wife’s name. But as the 1950s wore on, the blacklist began to crumble, and in 1962 Salt succeeded in getting his first script credit in 12 years, for Taras Bulba. He quickly wrote two more movies, Flight from Ashiya and Wild and Wonderful. But he knew that all three of them were junk. Ironically, now that he had finally regained his right to write, he couldn’t do it. He left his wife and two daughters and holed up in the seedy Paris Hotel, on New York’s Upper West Side, washed up at 50. Hopeless and depressed, he binged on vodka. Recalls his daughter Jennifer, then an actress who would get a small part in Midnight Cowboy (she is now a writer on Nip/Tuck), “He was a very unpleasant drunk, and nobody wanted to be around him. I didn’t. I was terrified of him when he was drunk. But those three pictures kind of turned it around for him, and he just made the decision that he was going to take his work as seriously as he possibly could. It just carried him.” He began writing a script about a Vietnam War draft resister.

“I checked Waldo out as much as I could, and he had these terrible credits,” recalls Hellman. “George explained about his blacklisting, having to write shit just to survive. But I declined to see him. George said, ‘Look, I’ve got 36, 38 pages of original script that Waldo is writing. It’s called The Artful Dodger. If you promise to read it, I promise you that if you don’t want to meet this guy I will never set foot in your office again.’ Who could turn down something like that? So I read it.

“What John had tried to communicate to Gelber,” Hellman continues, “was the idea that there should be a certain energy about Midnight Cowboy—a New York energy. And that it would involve the present, the past, reality and fantasy, almost a mosaic. Well, that’s exactly what Waldo was doing with The Artful Dodger. It had that totally fragmented feeling that we’d been searching for. I hadn’t read five pages when I got really excited. I called George, and I asked to see Waldo, right away. Of course, then it was all over, because Waldo, who I think was the most brilliant guy I’ve ever met, came in so prepared. He had analyzed the book and he’d analyzed the characters and he had a memo for me, outlining his approach to the film. I sent it off to John, who was shooting Far from the Madding Crowd [his follow-up to Darling], and with it a note of my own, saying that I thought this guy might be the answer to our prayers. I got a wire back saying, ‘Just hire him immediately, and start work.’ So I did.”

When Schlesinger finished Far from the Madding Crowd, a sprawling adaptation of the Thomas Hardy novel, with Christie, Terence Stamp, and Alan Bates, MGM’s suits professed a lively passion for it: “This is a blockbuster. This is going to be a gigantic smash,” etc., etc. The studio flew him over to Los Angeles in mid-October 1967 for a screening and after-party, and then the premiere. But the screening was a disaster, the party a wake, and the movie subsequently tanked. “I thought I was going to get him on a real high,” Hellman recalls. “But John was very susceptible to his moods, and instead he was absolutely devastated.”

Hellman, whose wife had walked out on him, taking their two children, was himself not in much better shape than Schlesinger. Midnight Cowboy proved to be one of those happy accidents: a perfect storm created by a handful of lavishly talented people who had all bottomed out. Reflects Hellman, “John was deeply depressed. So, in a way, we were kind of ideally suited to one another. [Along with Waldo], we were three depressed people really looking for a break.”

Salt was famous for his snail-like pace, but when his draft finally came in, Schlesinger liked it. Still, it needed work. Schlesinger, Hellman, and Salt started meeting every morning at the beach house the director had rented in Malibu, and batted around ideas. In the afternoons, Salt went home and incorporated the morning’s work into the script. “It was like extracting teeth to get pages out of Waldo,” says Hellman. “But when the pages came, they were tremendously exciting. This process lasted a long time, months and months and months of work.” There was one key structural problem to solve: the filmmakers wanted to focus on the novel’s second half, after Joe Buck gets to New York, but what to do with the first half, which takes place in Texas? “None of them liked the standard flashback,” recalls Jennifer Salt. “My dad sort of developed this notion of a ‘flash-present,’ where Joe Buck’s past is seen through his eyes in the present as memories.”

Hellman submitted Salt’s pages to U.A., and the three men waited anxiously for a response. When it finally came, the news was good. “This is fucking great,” said Picker. “Brilliant. We love it. Let’s get going.” The only thing that was not discussed was that it was clear that the script, with its hundreds, if not thousands, of fragments and images, which would make up the “flash-present”s—every one of which had to be orchestrated—could not be shot for $1 million. And there was another problem: while waiting for Midnight Cowboy to get off the ground, Dustin Hoffman had made The Graduate for director Mike Nichols, and on December 21, 1967, the film opened to ecstatic reviews and phenomenal box office. Suddenly, Hellman recalls, “this Hoffman guy, who was an Off Broadway actor, starving to death, was a huge star.”

After The Graduate Hoffman was turning down everything he was sent. “I was a theater person,” he says. “That’s how my friends were, too, Gene Hackman and Bobby Duvall. I wasn’t going to be a movie star. I wasn’t going to sell out. We wanted to be really good actors. After Brando did A Streetcar Named Desire, he was getting on an airplane to L.A., and he said, ‘I’m going out to make this movie. Don’t worry, I’m coming right back.’ There was a dignity to being against success.”

But Midnight Cowboy wasn’t the usual dreck, and Hoffman still wanted to do it. Mike Nichols, who was looking out for him, called him up. Hoffman remembers, “He said to me, ‘So I hear you’re going to do this thing, you’re going to play the male prostitute.’ ‘No, no, I’m going to play the other role.’ He knew the material, and he was stunned. What troubled him was that it was a supporting character. With a certain amount of Nichols-esque wryness, he said, ‘I made you a star, and you’re going to throw it all away? You’re a leading man and now you’re going to play this? The Graduate was so clean, and this is so dirty.’”

But it was the very contrast between Benjamin Braddock, his preppy character in The Graduate, and Ratso Rizzo that appealed to Hoffman. “I had become troubled, to say the least, by the reviews that I had read of The Graduate in that I kept seeing over and over again that I was not a character actor, which I liked to think of myself as, but that Mike had found this guy, this nebbish, and gotten a performance out of him. It hurt me. Some of the stuff in the press was brutal. I felt there was a kind of disguised anti-Semitism. They would describe me in the way that the cartoons in Nazi Germany in the 30s pictured Jews—beak-nosed, squinty eyes. And nasal. I was determined to show them, in big letters, THEM, that I was an actor. Revenge is always a good motive in creativity.”

But Schlesinger wasn’t sold on Hoffman. The actor’s performance as Benjamin, with his button-down shirts and crewneck sweaters, was so convincing, and so far from Ratso, that Schlesinger seemed unable to comprehend the fact that he was acting. Continues Hoffman, “I was told that he didn’t want to meet me, because, artist that he was, he was not going to cast somebody who’s hot, when I wasn’t right.” Hoffman invited Schlesinger to meet him at an Automat in the heart of the old, ungentrified, un-Disneyized Times Square. “I asked to meet there so I could dress as the character, in a dirty raincoat,” he says. “Maybe I slicked back my hair or something. Maybe a couple days of growth. Late, because I had been there late and it got very seedy. And John, whom I loved from the very beginning, looked at me, and he looked around, and he said, ‘I’ve only seen you in the context of The Graduate, but you’ll do quite well.’” Hoffman promised the director that he would lose weight and stay out of the sun.

“We had had the same image of the character,” Hoffman says. “More important, I connected with the role. I felt very unattractive growing up. The acne, the blah-blah. I was always on the periphery. I was never in the club. The whole center of Ratso was something that was not acting. An actor loves being able to play the essence of a character that he feels is him, that he doesn’t have to act. That’s when you do your best work. Directors, the few really great ones, cast the essence, rather than an actor acting the essence. It was almost criminal in some circles that Nichols had cast me in The Graduate, because the role was written as Robert Redford in the book—blond hair, debating squad, champion runner. I didn’t even want to test for it. But somehow Nichols cast an essence that he felt was the character and was also me. Kind of alien, not connected to family, outsiders. Benjamin has no friends, and neither does Ratso. Ratso needs somebody, and he becomes the catalyst to changing that person’s life.”

At the Automat, Hoffman and Schlesinger lingered over their food and talked. “John was very self-conscious, because he was from London. He kept saying, ‘I don’t know if I understand the American experience.’ I thought, Why did they get a British director?”

Hoffman had no idea that Schlesinger was gay: “I said, ‘You’re not married?’ He said, ‘No.’

“‘You think you’ll ever get married?’

“‘No, no, I don’t think so.’

“‘Why not?’

“‘Why not? I just don’t, I just don’t like the idea of waking up with a woman lying next to me.’

“‘Why?’

“‘I just would guess, I don’t know, it’d be horrifying.’ I just looked at him. I had this stupid grin on my face. I was so naïve, it didn’t occur to me. Finally I said, ‘Well, how come?’

“‘Oh, because I’m a homosexual.’ Oh, O.K.”

Schlesinger had given up trying to conceal his sexual orientation ever since he had fallen in love with a young, dazzlingly handsome photographer named Michael Childers, whom he had met on a blind date when he was in L.A. for the premiere of Far from the Madding Crowd. “We were one of Hollywood’s first out couples,” says Childers. “He took me everywhere. I felt a little bit uncomfortable at times, but John never did. He said, ‘Fuck ‘em.’ George Cukor was a friend of ours. He said, ‘I was never able to do that. I admire you and John.’” Schlesinger hired Childers as his assistant on Midnight Cowboy.

The director was now sold on Hoffman, but there was still the matter of salary. The actor’s agent, Jane Oliver, told Hoffman there was an offer of $75,000 on the table. “Whoa! That was a lot of money in those days,” Hoffman says. “And I, who have never been a businessman and certainly wasn’t one then, it just came into my head out of nowhere: I said, ‘See if you can get double.’ It was the first time I’d ever uttered a sentence like that in my life. She called me back the next day, said, ‘I got great news: I got it.’ My stomach sank, because I knew I had made a huge mistake. I knew if they said ‘Yes’ that fast something was very wrong. Then I met some guy who later became my manager, who said, ‘What points did they give you?’ And I swear to God, I thought of the tips of a fork. ‘Points? What do you mean, “points”?’ I didn’t, you know, know.”

To Hellman, the good news was that they had their Ratso. The bad news was that the producer had to go to Picker and ask for more money, say, “Hey, look, this guy is our Ratso Rizzo, we’ve been on him for years, and now we’ve gotta sign him. But he’s a hot commodity.” U.A. allowed Hellman to offer Hoffman his $150,000, which was more than producer, director, and screenwriter combined were getting paid. But the money was worth it. For the first time, Schlesinger and Hellman looked at each other and thought, in Hellman’s words, “Hey, we’re going to get to make this fucking movie, because U.A.’s not going to want to blow their $150,000.”

Once Hellman and Schlesinger had their Ratso, it was time to cast their Joe Buck, their Midnight Cowboy. Word was out that they had a hot script, and all sorts of actors wanted the part. According to Childers, “Elvis Presley’s person from MGM said, ‘If you’d clean up this script, get rid of some of the smut, it could be a vee-hicle for Elvis!’” But the casting director, Marion Dougherty, had other ideas. Dougherty, who was casting all the New Hollywood films—she had worked on Bonnie and Clyde and The Graduate—was turning the business upside down. When she started working, in the early 1960s, casting was still in the Dark Ages. “They had all these people under contract, so you selected one from Line A and one from Line B,” she says. “It was like ordering Chinese dinner.” Dougherty, on the other hand, shunned the Tabs and the Troys, the look-alikes who flocked to L.A. Instead, she haunted the New York theater—Broadway, Off Broadway, Off Off Broadway, the clubs, the downtown lofts and church basements, Long Island and New Jersey even, searching for interesting faces and new talent. She was pushing a young actor named Jon Voight, who had made a mark in Ulu Grosbard’s 1965 production of A View from the Bridge, with an up-and-coming Robert Duvall in the lead and Voight as the antagonist. Hoffman knew Grosbard and had worked on the play as an assistant stage manager and assistant director. “I didn’t know who Dustin was, but people were saying, ‘Oh, he’s a genius,’” Voight recalls. “Like it was like a job description. What he did was he spent a lot of time with the female understudies. He was a genius. He found his way to the best job in New York City.” According to Hoffman, Voight had analogous skills: “My God, the girls loved him. He was tall, blond, and handsome—everything I wasn’t. They’d come backstage. They wanted to marry him and mother him. He was a matinee idol Off Broadway.”

Hoffman and Voight were competitive from the get-go. “Actors are like women,” Hoffman continues. “Women check each other out in a way that men don’t. They look at the breasts, they look at the legs, they look at the ass, they look at what she chooses to wear. Because they’re in competition with each other. Actors check each other out in a not dissimilar way. So it was charged.”

Voight was young, idealistic, and passionate. Recalls Jennifer Salt, “Jon always had that kind of I’d-like-to-save-the-world-with-my-work attitude.” (The two would become an item during the production.) Voight knew Schlesinger’s films and was desperate for the role. He says, “The way I saw my industry in the 60s was that the movies we were making weren’t about anything. In the English-speaking world, we didn’t have the equivalent of a Kurosawa or a Bergman or a Fellini. I thought, If I can only get one of those guys, if I can only be the actor, the Max von Sydow for an American Bergman, you know? Schlesinger was the answer for me.”

Hellman liked Voight, but Schlesinger had a different idea for Joe Buck, someone darker, sexier. Voight had vertical creases on either side of his mouth, which the director thought made him look like a little Dutch boy. Schlesinger also doubted that Voight could do the Texas accent. “I thought he was … too butch looking, baby-faced, or whatever,” the director explained in 1970. But Dougherty, the casting agent, persisted. “You guys are crazy,” she said. “Test Jon Voight. If you don’t, you’re going to really regret it.” Hellman and Schlesinger finally agreed, and added him to the list of candidates for screen tests.

Voight was confident he could do the part. “I had figured out what it needed, and that if it went in the wrong direction it could easily be disastrous,” he says. “You have to care for this guy, and the way you would care for him is not through his arrogance and swagger, but the fact that it’s all an act, an empty pose. Who knows why a kid growing up in Yonkers, New York, like I did, would feel that stuff in his character. But I did.”

Schlesinger, however, settled on the actor Michael Sarrazin instead. Sarrazin, who hadn’t done much besides Westerns and a surfing movie, was still considered an up-and-comer. He was under contract to Universal, and when Hellman called the studio, it tripled the price Hellman had previously agreed on. The producer remembers, “I said to John, ‘I want to hang up on the prick.’ He said, ‘Go ahead.’ I slammed the fucking phone down.”

Hoffman, meanwhile, was spending a year at David Wheeler’s well-regarded Theatre Company of Boston, where he ran into Voight again. “It was backstage, in the dark,” Hoffman recalls. “There was Jon, looking down at me, because I come up to his breastbone. He had heard that the guy they wanted [for Joe Buck] wasn’t going to play the part and could I, uh—is it too late to get him seen again by John Schlesinger? It was uncomfortable for him, because the last time he saw me he was the star, and two years had passed, and I’d become the star, and he was still kicking around trying to get that part or whatever, that break. He was fumbling out these words. He said, ‘Tell them I’m an actor and I’ll go down to Denton or whatever, Texas. I’ll take a tape recorder. I’ll work on the accent.’ I said, ‘Sure, of course, yeah.’ And I did.”

Schlesinger and Hellman went back to the screen tests they had done of Sarrazin and Voight. Schlesinger said, “The more I look at these tests, the more I like Jon Voight and the less interested I’m becoming with Michael Sarrazin. Let’s get Dustin up here.” Hoffman had performed with the aspiring Joe Bucks in every test, and after watching them he hemmed and hawed, saying, “Look, they’re both good actors. I will be happy to make the picture with either of them. But I will tell you one thing. When I was watching these tests with Michael, I was looking at myself. When I was watching the test with Jon Voight, I was looking at Jon Voight.” That tipped the balance in Voight’s favor. (Sarrazin went on to do Sydney Pollack’s They Shoot Horses, Don’t They?, which got nine Oscar nominations in 1969.)

Hellman had already called Voight to tell him that he was not going to get the role. The actor recalls, “I felt just like there was a death in my family, I felt so strongly that I was supposed to do that part, because I felt I knew how to do it. That was the thing that made me heartsick.” Now Hellman was calling to say that he was going to get the part after all. Voight was incredulous. “Now, wait a minute,” he said. “Yesterday you said it was Michael Sarrazin. Today it’s—is this for real? Can I count on it?” Hellman replied, “Yeah, you sure can. We’re committed, we’re going forward.” Adds Voight, “It was a big, big deal for me, because it was something I dreamed of—getting a part that I really loved where I knew I was going to work with people that I respected. It doesn’t get any better than that. And then the other thing: I was going to be a movie actor. I saw what happened to Dusty. I mean, all of a sudden, Dustin Hoffman was a household word.”

Meanwhile, Roman Polanski put in a call to Schlesinger. Word was out that Schlesinger was shopping for a cinematographer. Polanski told him there was a childhood friend of his living in New York, Adam Holender, a wonderful cameraman who had studied, as Polanski had, at the state-run film school in Lodz. He brought a hard-edged, documentary style to his work that Schlesinger liked, and he got the job. One night, Holender recalls, Schlesinger happened to see The Thomas Crown Affair, the hit caper movie with Steve McQueen. Schlesinger thought it was slick and soulless. “It infuriated him,” Holender says. “Schlesinger sat us down, Voight, Hoffman, myself, gave us a 15-minute lecture about what the responsibility of an artist is, what kind of films one should do, what kind of films one shouldn’t do, and what one should not be tempted by in this business.”

Hellman had long known there was no way he could do the film for the original $1 million. But by the time he finished casting and hired the crew, the budget had tripled, to about $3.1 million. He presented the new figures, which included small raises for Schlesinger and himself, to Picker at U.A. “John and I, we’d been working for two and a half or three years, we’d brought them a star, everyone loved the script—and we hadn’t gotten a dime,” recalls Hellman. “And now we were looking at another year. David was outraged. From their point of view, ‘We allowed them to hire Dustin Hoffman, gave them total creative control, and now these fuckers want more money.’ There was a firestorm at U.A. And it was only David’s total commitment to this that kept them from letting us walk. So they came back with a final offer. It was $800,000 shy of what we needed—$2.3 million, instead of the $3.1 million.” Hellman slashed the budget by $800,000. Picker came back a day later, and he said, “O.K., you’ve got a green light. Go.”

It was one thing to out yourself in L.A., making the Bel Air scene, where nobody cared. It was another to out yourself in New York to a crew of tough Irish and Italians from the Bronx and Queens. “John was totally torn up, because part of him wanted to just embrace this, and another part of him was in terror,” recalls Hellman. “He had these fantasies that if he were openly gay on a film set, that if he tried to give the crew an order, they would turn on him. I don’t know whether he thought they would beat him up, but he certainly thought they’d say, ‘You fucking faggot, you’re not telling me what to do—go fuck yourself.’ I said to him, ‘John, look, you’re the director. It’s your movie. I’m the producer, but I’m your partner. There’s nobody who can challenge your authority. If someone speaks out of line to you, they’ll be fired the same minute.’”

Schlesinger was reassured. By this time, too, he had recovered from Far from the Madding Crowd, buoyed by the enthusiasm of Hellman and Salt as well as by his relationship with Childers. “One of the reasons the film is great was that John was working on a high that he’d never experienced before in his life,” says Hellman. “He was so in love, and so excited, and so passionate—we couldn’t go anywhere without him saying, ‘That’s gotta be in the picture, that’s gotta be in the picture.’ The first thing I heard from certain friends, when I announced that I was doing Midnight Cowboy with John Schlesinger, was ‘Oh, you’re bringing a Brit to make a film in New York? Why are you doing that? You need Sidney Lumet.’ We, as New Yorkers, take certain things for granted, but John was seeing this for the very first time.” As Schlesinger said in 1970, “Somehow one was always confronted by something worse on the street than one was putting into the film.… People said, ‘Isn’t it a bit much having a man lying on the sidewalk outside Tiffany?’ I said, ‘Why?’ I suppose I may have seen it at Bonwit Teller’s.”

Midnight Cowboy is packed with iconic, impossible-to-forget images—Joe Buck strutting down the mean streets of Times Square in his fringed jacket, black cowboy hat, and boots, with his transistor radio glued to his ear—and startling vignettes, some observed by Schlesinger during his perambulations about New York, others invented by him and Salt. Like the stoned woman in the Automat running a toy mouse over her son’s face (observed), or the sequence in which Joe Buck naïvely picks up a woman, played by Sylvia Miles, who turns the financial tables on him. The scene came from the novel, but the filmmakers added their own twist: as the couple service each other in her apartment, an errant remote, crushed beneath them (Schlesinger had never seen one until he came to America), changes the channels on the TV, an electronic Greek chorus bespeaking the banality of mass culture—a trite conceit, maybe, but with a singular effect. Everything was fodder for Schlesinger’s eye: not only inane talk shows featuring poodles in wigs, but also garish neon street signage, billboards, movie one-sheets, acid-inflected light shows, and store windows, while the Vietnam War lurks at the edges of the frame, all the more insistent for being virtually absent.

Another reason the film works as well as it does was the explosive chemistry between Hoffman and Voight, who were still competitive. Says Voight about Hoffman, “He tests things, he goes that extra step to see what will happen. He’s an adventurer, an emotional adventurer.” For his part, Hoffman recalls, “There was a lot of electricity in the air between us because we were young actors, vying actors. It’s not that you don’t want the other one to be good, you just don’t want to look bad. On the other hand, we were kind of rooting for each other because we’re all kind of the underdog. We were so for each other doing our best work. We loved working together, Voight and Schlesinger and myself.” Adds Jennifer Salt, who played Voight’s Texas sweetheart, “They did these amazing improvisations which they would put on tape and give to my dad, and he would construct scenes out of their insane conversations.”

Even before production proper started, the actors were sparring with each other. Schlesinger wanted to do a long shot with a telephoto lens of the two of them walking away from the camera over a bridge, without sound. “I panicked, as Jon did, because I thought, Oh God, I don’t know the character yet,” Hoffman recalls. “I don’t know how I’m going to walk. I don’t know how I’m going to cough. We were doing take after take. We were trying to act up a storm, not knowing what the fuck we were doing. And because I was so nervous that I was going to come across fraudulent and not have the right cough, I tried to do the cough as realistically as I could. Each time, I tried to do it more realistically until, finally, I did it so realistically I threw up all over Jon. My lunch came up. All over his cowboy boots. Jon looked down. He said, ‘Man, why’d you do that?’ He thought I did it on purpose. Later, Schlesinger told me that Jon had gone up to him afterwards and said—he was so happy to have gotten the part, and he knew that I gave him a good word—‘You know, Dustin’s a great actor and everything, and I’m just asking you because I don’t want to tell him how to play his character, but is he going to do that in a lot of scenes?’ He thought I’d steal every scene if I threw up on him. He thought that was a choice I made, like the gloves were off.”

Both Voight and Hoffman had done their homework. Voight went to Texas to work on his accent, while Hoffman hung around the Bowery and studied street people. He looked for his limp. One day he was standing on a corner waiting for the light, and he saw a man with a gimpy leg and thought, There’s my guy. Hoffman put a stone in his shoe to facilitate the limp. “Why pebbles? It’s not like you’re playing a role on Broadway for six months where you’re so used to it, limping becomes second nature. The stone makes you limp, and you don’t have to think about it. No one can tell you that’s not acting. Acting is whatever you want it to be. You get the help you need.”

Hoffman also got help from costume designer Ann Roth, who had done both of Hellman’s pictures and would become a Schlesinger fixture, as well as a regular for Mike Nichols and many of the great directors of the subsequent decades. “I imagined that Ratso Rizzo was a guy who slept on pool tables on 42nd Street, but he fantasized himself as a sort of Marcello Mastroianni character,” she says. Which is why, in a couple of scenes, he is wearing an incongruously natty white suit. “The white jacket came from a garbage can near the Port Authority Bus Terminal that was left over from a guy’s prom,” Roth continues. “I think he threw up on it. What you want to do is put something on the actor that he never thought of. For Dustin, it turned out to be the shoes. They were these cockroach-in-the-corner shoes, cucaracha shoes, very pointed toes. He hadn’t seen that end of his body in the mirror in his mind. So when they got on him, they threw him into a different posture, and suddenly there was somebody in front of me who was not Dustin Hoffman.”

Once principal photography began, the felicitous interplay between competition and compassion that characterized the relationship between both the actors and their characters became extremely fruitful. There’s a pivotal scene toward the end of the movie where Ratso, whose cough is getting worse and worse, finally acknowledges he’s seriously ill. Hoffman recalls, “It got to be eight o’clock [in the evening], and suddenly they called for one of the most important pieces of coverage. Ratso is dying. [In the scene] I get emotional, because I say, ‘I can’t walk anymore,’ and I’ve got a fever and I’m spitting up blood. But I just didn’t have the energy to do it. I asked, ‘You want to come back and do it in the morning?’ No, they can’t. Jon says, ‘You know, we have to do it now.’ ‘I don’t have it.’” They shot a couple of takes. Voight said, “You’d better do better than that or they’re going to cut the scene on you,” meaning that the scene would be edited to favor Voight. Hoffman continues, “He was just so lovely, and he told me that he loved me, that I was a good actor. He petted me. He petted me! He went, ‘C’mon, c’mon.’ And he got me to where I had to be. I’ll never forget it.”

The sexual component of the characters’ relationship was always the 800-pound gorilla in the room—or on the set, as it were. “Both Voight and I are actors, and it hit us. ‘Hey, these guys are queer,’” observes Hoffman. “I think it came out of the fact that we were in the abandoned tenement [where the characters share a flat]. We were looking around the set, and I said, ‘So? Where do I sleep? Why do I sleep here and he sleeps there? Why does he have the really nice bed? Why aren’t I—yeah, why aren’t we sleeping together? C’mon.’ Schlesinger, who was wonderful because he was so courageous in his outing himself at a time when that wasn’t common, got very troubled. He said, ‘Oh God! Please! It was hard enough to get the financing. Now all we have to do is tell them that we’re making a homosexual film. I was hoping we would get the college crowd. We’ll get no one.’ He absolutely—and I’m sure he was right—did not want to make it explicit.”

Bob Balaban (whose uncle Barney Balaban was president of Paramount for three decades) was cast as a student who says he’ll pay to go down on Joe Buck in the balcony of a Times Square grind house and then, after the deed is done, reveals he’s broke. It was Balaban’s first picture, and he was very excited. He called his parents to tell them about it. He said, “I have a scene with Jon Voight.” His parents asked, “What’s the scene?” “Well, it’s in a movie theater. We kind of meet in the bathroom.” “Do you have any lines?” “No, not many lines.” “So it’s a walk-on … ?” “Well, at least it’s with the star—I give him a blow job.”

The movie’s most iconic scene, the one where Ratso slaps the hood of a taxi and roars, in his hoarse, consumptive voice, “I’m walkin’ heah!,” was improvised. “They didn’t have the money to close down a New York street,” Hoffman says, “so they were going to steal it,” meaning the plan was to shoot the scene on the fly without getting the necessary permits. “The camera was in the van across the street,” Hoffman continues. “It was a difficult scene logistically because those were real pedestrians and there was real traffic, and Schlesinger wanted to do it in one shot—he didn’t want to cut. He wanted us to walk, like, a half a block, and the first times we did it the signal turned red. We had to stand there talking, and it was killing us, because Schlesinger was getting very upset. He came rushing out of the van, saying, ‘Oh, oh, you’ve got to keep walking.’ ‘We can’t, man. There’s fucking traffic.’ ‘Well, you’ve got to time it.’ ‘Well, we’re trying to time it.’ It’s the actors that always get the heat. It was many takes, and then the timing was right. Suddenly we were doing this take and we knew it was going to work. We got to the signal just as it went green, so we could keep walking. But it just happened—there was a real cab trying to beat the signal. Almost hit us. John, who couldn’t see anything in the van, came running out, saying, ‘What was that all about? Why did you ruin it by hitting the cab? Why were you yelling?’ I said, ‘You know, he almost hit us.’ I guess the brain works so quickly, it said, in a split of a second, Don’t go out of character. So I said, ‘I’m walking here,’ meaning, ‘We’re shooting a scene here, and this is the first time we ever got it right, and you have fucked us up.’ Schlesinger started laughing. He clapped his hands and said, ‘We must have that, we must have that,’ and re-did it two or three times, because he loved it.”

Drugged-out party scenes were de rigueur for any movie that even touched on the counterculture, but they invariably rang false—except for the one in Midnight Cowboy, owing perhaps to the vibes provided by Andy Warhol and company. Shot at Filmways Studio, in Harlem, the scene featured real-life Factory “superstars” such as Viva, Ultra Violet, International Velvet, and Taylor Mead drifting through like exotic tropical fish in an aquarium. (Warhol himself would have joined in the fun had he not been inconveniently shot in the stomach by Valerie Solanas around the time principal photography began.) “Schlesinger thought they were great,” says the actress Brenda Vaccaro, who played a socialite who picks up Joe Buck at the party. “He’d say, ‘Dahling, they’re so wonderfully eccentric.’ He got every wacko in town.” Adds Hellman, “It was like a six-day bacchanal. Pot in vast quantities. And these kids, floating around, fucking in the toilets, fucking in the dressing rooms, fucking in the wardrobe rooms. We had to establish certain characters, so we were worried about people not coming back [and thus not appearing in subsequent scenes]—boy, they were back. They couldn’t wait to get back.”

There was little that was routine about Midnight Cowboy, and in Schlesinger’s hands the sex scene between Vaccaro and Voight is far from business as usual. Joe Buck can’t get it up, so the couple divert themselves by playing Scribbage. At one point, as the characters try to come up with words that end in y, Vaccaro spells out “G-A-Y,” eliciting a burst of say-it-ain’t-so passion from her companion. As they roll around on the bed, the Scribbage pieces become embedded in his flesh.

The script called for the actress to disrobe completely. She refused. “You never are supposed to take your clothes off,” she explains. “Because it’s hard to do, and in those days nobody did that. This was one of the first [American films] to do nudity. John’s lament was ‘Oh, good God! Everybody thinks I’m doing a blue movie.’ It was America—so puritanical. John didn’t think nudity was such a big thing. He’d already done it in Darling, and he said, ‘Julie Christie wore these fucking pasties, and then in the middle of the scene she hated them, so she pulled them off.’ But he said to me, ‘Well, do what you must.’ I think Jon Voight had a codpiece or whatever they wear in England. I mean, pasted on, for Christ’s sake. It was all over his pubes, the glue. It was horrible. I asked Ann Roth, who was a friend of mine, ‘Annie, what the hell am I going to do? I’m so nervous. Oh my God, I’m not thin, I’m not skinny, I don’t look gorgeous. Please, Annie! Do something for me.’ So she went out and got a fox coat and brought it in to me, and I put it on nude, and we showed it to Schlesinger, who said, ‘Oh, lovely. Fucked in fox.’ When I was down on the floor in that sex scene, he had the handheld camera over me, and he was, like, bending down in my face. He said, ‘Come now, dahling. Do it now. Come, dahling.’”

When shooting was all over, Schlesinger had no idea what he had in the can. He used to refer to it as “a pile of shit.” And he was exhausted, and often depressed. At the end of production, he had found himself in Texas with Voight, shooting one of the “flash-present” scenes, one where the actor runs naked down a road. Schlesinger had an anxiety attack, so deep were his fears about the film. Recalls Voight, “I was putting my shirt on, walking around the side of this van, and there was John, and he was red, he was sweating, he was, like, shivering. I didn’t know what was wrong. I thought he was having a stroke. And I said, ‘John, what’s the matter?’ He said, ‘What’re we making here anyway? What will they think of us?’ I grabbed him by the shoulders just to shake him out of it, and I said, ‘John, we will live the rest of our artistic lives in the shadow of this great masterpiece.’”

Voight would be proved right, but doubts continued to plague Schlesinger even as the film came together in postproduction. Recalls Hellman, “John’s last words to me, before we went in to show it to U.A. for the first time, were ‘Honestly, tell me the truth, do you really think that anyone in their right mind is going to pay money to see this fucking rubbish?’ We were scared shitless. The U.A. people were so pissed off at us that they wouldn’t even speak to us on the way in.” According to David Picker, when the film ended, with Ratso dead in the bus, Joe Buck’s arm around him, and the mournful sound of John Barry’s Midnight Cowboy theme filling the theater, “there was dead silence. [My uncle] Arnold, who was sitting behind me, leaned forward and said, ‘It’s a masterpiece.’ The room exploded. Everybody was crying. It was one of the most extraordinary screenings I’ve ever been to.”

Of course, Midnight Cowboy was not for everyone. The ratings board slapped it with an X rating—the first X-rated movie released by a studio. The ratings system was less than a year old, and an X didn’t yet signify pornography, only that this was a film for strictly adult audiences. But the rating was going to cost the company money, because it virtually precluded a sale to network television and limited the picture’s exposure in many markets. U.A. refused to cut a frame. Says Hoffman, of one screening, “I remember people leaving the theater in droves, like a row. Bob Balaban blows Jon—eight people got up. The movie goes on a little bit more, something else happens, another row gets up.” Variety called it “generally sordid,” Rex Reed wrote that it was “a collage of screaming, crawling, vomiting humanity,” and Roger Ebert declared that it was “an offensively trendy, gimmick-ridden, tarted-up, vulgar exercise in fashionable cinema.”

But those were the days when filmmakers, especially the British and Europeans, and audiences too, were far ahead of the reviewers. Midnight Cowboy premiered on May 25, 1969, at the Coronet Theater, on Third Avenue in New York. “A fucking smash hit,” recalls Hellman. As Childers remembers it, “Opening night, there was a 10-minute ovation, and the next day a friend of ours called and said, ‘You’ve got to go down and check out the lines—they’re all the way round to the 59th Street Bridge, like 14 blocks over.’ John said, ‘I can’t let anybody see me.’ So I said, ‘Hide in the men’s department of Bloomingdale’s and look at the lines through the window.’”

The picture would gross $44.8 million before its run was over, the equivalent of $200 million today. When Oscar-time rolled around, it got seven nominations: picture, director, adapted screenplay, actor (for both Voight and Hoffman), supporting actress (Sylvia Miles), and editing. Hellman ran into George Roy Hill, who had directed The World of Henry Orient, and who that year had Butch Cassidy and the Sundance Kid in competition for best picture. (The other nominees were Anne of the Thousand Days; Hello, Dolly!; and Z.) “George confidently expected to win,” Hellman continues. “He said words to this effect: ‘Midnight Cowboy is a terrific movie. You should be very proud. And don’t be too disappointed, but the studio’s told me that we’ve got a lock on it.’ I went into the theater [on Oscar night] thinking that I was wasting my time. John Schlesinger didn’t even come. He was in London, making Sunday Bloody Sunday. We got nothing until Waldo Salt took best writer of something adapted from other material. Then Schlesinger iced it. He took it away from George Roy Hill. Then I thought, Jesus, I guess it’s possible. When I heard it, ‘best picture,’ I was stunned. I had nothing prepared. I was scared out of my wits. I remember going up on the stage and looking around and not wanting to break down. I made the shortest acceptance speech in the history of the Academy.” How Midnight Cowboy swayed the generally conservative Academy is still something of a mystery, but perhaps Picker puts his finger on it when he says simply, “The picture did fabulous business, and it’s a great fucking movie.”

It was the spring of 1970, the height of the struggle against the Vietnam War. “There was a lot of political turmoil,” recalls Voight, whose sympathies were with the demonstrators. “When I went to the Academy Awards, there was a split down the middle. Frank Sinatra and John Wayne and Bob Hope, I’d grown up with them, I admired them, but I was also of the new breed that wanted to see something changed. We were the sons of Brando. We didn’t want to change our names—something simple like that—‘No, I am who I am, I want to see the warts. When I work, I don’t give a damn about having the perfect light and perfect makeup.’ We wanted to see it as it was. Tell other stories. Midnight Cowboy was a perfect example of that.”

Voight had been chosen to give out the Oscar for best screenplay. “At some point, they said, ‘Jon, you gotta be on the other side of the stage.’ So I took this long walk, just alone walking backstage, very aware of all the legacy of it—I didn’t want to close down the Academy Awards, but I also wanted to represent whatever the values were I was carrying. And coming toward me in this little three-foot space was Fred Astaire. I thought, This is one of the greatest artists ever, coming toward me. We reached each other in the middle of this thing, me six foot two or three and Fred, slight of figure, shorter. And he looked up and said, ‘Oh, Jon! Hi. Let me stand aside.’ I said, ‘No, no, please—let me stand aside for you.’ ‘Great work,’ he said. ‘Well, thank you, thank you.’ Then I stepped aside. He went on, and I looked back, and it was Fred Astaire! That was the meeting of the two generations in the appropriate way, with tremendous regard for each other.”